Ping An Securities Co., Ltd
About Allwinnertech Technology Co.Ltd(300458)
Verification opinions on the deposit and use of raised funds in 2021
Ping An Securities Co., Ltd. (hereinafter referred to as “Ping An Securities” or “recommendation institution”) as a recommendation institution for initial public offering, listing and non-public offering of shares of Allwinnertech Technology Co.Ltd(300458) (hereinafter referred to as ” Allwinnertech Technology Co.Ltd(300458) ” or “company”), in accordance with the measures for the administration of securities issuance and listing recommendation business and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 13 – recommendation business The rules of Shenzhen stock exchange for the listing of shares on the growth enterprise market and the guidelines for the self-regulation of listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of listed companies on the growth enterprise market and other relevant provisions have verified the deposit and use of raised funds in Allwinnertech Technology Co.Ltd(300458) 2021, and the verification opinions are as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and time of fund arrival
With the approval of zjxk [2016] No. 1789 document of China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, the company’s lead underwriter Ping An Securities Co., Ltd. issued 5016888 ordinary shares (A shares) in RMB to Beijing core kinetic energy investment fund (limited partnership) and Hua’an Fund Management Co., Ltd. at an issue price of 79.93 yuan per share, raising a total of 40099985784 yuan, The net amount of raised funds is 39504484095 yuan. The availability of the above raised funds has been verified by Tianjian Certified Public Accountants (special general partnership), who issued the capital verification report (Tianjian Yan [2016] No. 3-130).
(II) use and balance of raised funds
The company has used 2961408 million yuan of raised funds in previous years, and the net amount of bank deposit interest received in previous years after deducting bank handling charges is 293341 million yuan; In 2021, the actually used raised capital was 1323654 million yuan, and the net amount of bank deposit interest received in 2021 after deducting bank handling charges was 4.262 million yuan; The accumulated used raised funds were 428562 million yuan, and the accumulated net amount of bank deposit interest received after deducting bank handling charges was 335603 million yuan.
As of December 31, 2021, the special account of Allwinnertech Technology Co.Ltd(300458) raised funds has been cancelled, and the surplus raised funds have been transferred to the self owned fund account in RMB.
2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the rights and interests of investors, the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock exchange, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, The administrative measures for Allwinnertech Technology Co.Ltd(300458) raised funds (hereinafter referred to as the administrative measures) has been formulated. According to the management measures, the company has implemented a special account for the raised funds, set up a special account for the raised funds in the bank, and signed the tripartite supervision agreement for the raised funds with Ping An Bank Co.Ltd(000001) Zhuhai branch together with the sponsor Ping An Securities Co., Ltd. on October 26, 2016, clarifying the rights and obligations of all parties. There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange, and the company has strictly complied with the raised funds.
In order to standardize the management of the company’s raised funds and protect the rights and interests of small and medium-sized investors, in accordance with relevant laws and regulations and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the company, its wholly-owned subsidiary Shenzhen xinzhihui Technology Co., Ltd. and its wholly-owned subsidiary Xi’an Allwinnertech Technology Co.Ltd(300458) Co., Ltd. (hereinafter collectively referred to as the subsidiary) and Shenzhen Shekou sub branch under the jurisdiction of Bank Of China Limited(601988) Shenzhen Shekou Wanggu sub branch Xi’an high tech Development Zone sub branch (hereinafter referred to as ” Bank Of China Limited(601988) “) which has jurisdiction over Bank Of China Limited(601988) Xi’an Software Park sub branch and Ping An Securities Co., Ltd., the sponsor, signed the four party supervision agreement on raised funds, clarifying the rights and obligations of all parties.
As of December 31, 2021, the special account for raised funds of the company has been cancelled, and the tripartite supervision agreement for raised funds or the quadripartite supervision agreement for raised funds signed by the company, subsidiaries, sponsors and banks have been terminated accordingly.
(II) cancellation of special account for raised funds
As of December 31, 2021, the two special accounts for raised funds of the company have been cancelled. The details are as follows:
Unit: RMB
Account number cancellation time of deposit bank balance before cancellation
Ping An Bank Co.Ltd(000001) Zhuhai branch business department 110177212940082021-12-14 9.19
Bank Of China Limited(601988) Xi’an Software Park sub branch 1036651536102021-12-139892173
Total – 9893092
3、 Actual use of raised funds this year
(I) comparison table of use of raised funds
See Appendix 1 of this report for details of the company’s use of raised funds.
(II) description of abnormal conditions in the project invested by raised funds
There was no abnormality in the company’s investment projects with raised funds this year.
(III) description of the situation that the benefits of the investment project with raised funds cannot be calculated separately
There is no raised investment project that cannot be accounted for separately in this year.
4、 Change the use of funds for investment projects with raised funds
The company did not change the investment projects of raised funds in this year.
5、 Problems in the use and disclosure of raised funds
There were no major problems in the use and disclosure of the company’s raised funds this year.
6、 Assurance opinions of the accounting firm on the special report on the annual storage and use of raised funds
Tianjian Certified Public Accountants (special general partnership) verified the 2021 special report on the annual storage and use of raised funds prepared by Allwinnertech Technology Co.Ltd(300458) and issued the verification report on the annual storage and use of raised funds (tianjianshen [2022] No. 3-146).
According to the report, the 2021 special report on the annual deposit and use of raised funds prepared by the board of directors of Allwinnertech Technology Co.Ltd(300458) company complies with the provisions of self regulatory guidelines for listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM (SZS [2022] No. 14) and relevant format guidelines, and truthfully reflects the raising of Allwinnertech Technology Co.Ltd(300458) company
7、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that the use and deposit of the raised funds in Allwinnertech Technology Co.Ltd(300458) 2021 comply with the requirements of the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange gem and the self discipline supervision guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of listed companies on gem and other relevant laws and regulations, and the raised funds have been stored and used in a special account, There is no case of changing the purpose of the raised funds in a disguised form and damaging the interests of shareholders.
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Annex 1
Comparison table of use of raised funds
Year 2021
Prepared by: Allwinnertech Technology Co.Ltd(300458) unit: RMB 10000
The total amount of raised funds is 3950448, and the total amount of raised funds invested in this year is 1323654
Total amount of raised funds with changed purposes during the reporting period
The accumulated total amount of raised funds with changed purposes has been invested in the total amount of raised funds of 4285062
Proportion of total raised funds with accumulative change of purpose
whether
Adjusted project feasibility by the end of the period
Whether the project has met the investment commitment of this year
Total investment cumulative investment amount investment progress (%)
And the investment direction of over raised funds (including part of the total amount of committed investment), and the expected benefits realized on the date when the investment amount can be used
(1) (2) (3) = (2) / (1) significant change
Change)
1. Committed investment projects Internet of vehicles intelligent terminal application processor
Whether chips and modules are developed 3950448395044813236544285062 108.47202010.31648103 no
Development and application cloud construction
Design project
2. Consumer intelligence
It’s October 31, 2018
Construction project 3 Virtual reality display chip and module
It’s October 31, 2018
R & D and application cloud
Construction Project
Committed investment projects –
39,504.48 39,504.48 13,236.54 42,850.62 6,481.03 － －
Subtotal
Total -3950448 -395044813236544285062 -648103 –
Due to covid-19 epidemic situation and slow negotiation progress with suppliers, the research and development of application processor chips and modules of Internet of vehicles intelligent terminal and application cloud construction project led to the project
